CAMP HILL, Pa.--(EON: Enhanced Online News)--Rite Aid Corporation (NYSE: RAD) today announced that its Board of
Directors has adopted a tax benefits preservation plan (the “Plan”)
designed to preserve Rite Aid’s ability to utilize its net operating
loss carryforwards and other tax attributes (collectively, “Tax
Benefits”). The Plan is similar to plans adopted by other public
companies with significant Tax Benefits.

Rite Aid has federal net operating loss carryforwards totaling
approximately $2.7 billion as of Dec. 2, 2017. The purpose of the Plan
is to preserve Rite Aid’s ability to use its Tax Benefits which would be
substantially limited if Rite Aid experienced an “ownership change” as
defined under Section 382 of the Internal Revenue Code. In general, an
ownership change would occur if Rite Aid’s shareholders who are treated
as owning 5 percent or more of the outstanding shares of Rite Aid for
purposes of Section 382 ("5-percent shareholders") collectively increase
their aggregate ownership in Rite Aid's overall shares outstanding by
more than 50 percentage points. Whether this change has occurred would
be measured by comparing each 5-percent shareholder's current ownership
as of the measurement date to such shareholders' lowest ownership
percentage during the three year period preceding the measurement date.
As previously disclosed, Rite Aid is in the process of consummating its
sale of 1,932 stores to Walgreens Boots Alliance, Inc. for $4.375
billion on a cash-free, debt-free basis. The adoption of the Plan is
intended to ensure that Rite Aid will be able to utilize Tax Benefits in
connection with this sale.

Under the Plan, Rite Aid is issuing one Right for each share of its
common stock outstanding at the close of business on Jan. 16, 2018. The
distribution of the Rights is not taxable to shareholders. Shareholders
are not required to take any action to receive the Rights. The rights
will trade with Rite Aid’s common shares and will expire on Jan. 3, 2019
unless the plan is extended by the Board for up to two additional years
with prior shareholder approval. The rights also will expire if: (i) the
rights are redeemed or exchanged as provided in the Plan; (ii) the Board
determines that the Plan is no longer necessary or desirable for the
preservation of the Tax Benefits; or (iii) on the close of business on
the first day of a taxable year of Rite Aid to which the Board
determines that no Tax Benefits, once realized, as applicable, may be
carried forward.

Pursuant to the Plan, if a shareholder (or group) becomes a 5-percent
shareholder after adoption of the Plan without meeting certain customary
exceptions, the Rights would become exercisable and entitle shareholders
(other than the 5-percent shareholder or group causing the rights to
become exercisable) to purchase additional shares of Rite Aid at a
significant discount, resulting in significant dilution in the economic
interest and voting power of the 5-percent shareholder or group causing
the Rights to become exercisable. Shareholders owning 5% or more of Rite
Aid’s outstanding shares at the time of adoption of the Plan are
grandfathered and will only cause the Rights to become exercisable if
they acquire an additional 1% or more of Rite Aid’s outstanding shares.
Under the Plan, the Board has the ability to determine in its sole
discretion that any person shall not be deemed an acquiring person and
therefore that the Rights shall not become exercisable if such person
becomes a 5-percent shareholder.

Additional details of the Plan will be communicated in a current report
on Form 8-K to be filed with the U.S. Securities and Exchange Commission.

Rite Aid Corporation is one of the nation's leading drugstore chains
with fiscal 2017 annual revenues of $32.8 billion. Information about
Rite Aid, including corporate background and press releases, is
available through the company's website at www.riteaid.com.

Cautionary Statement Regarding Forward Looking Statements

Statements in this release that are not historical, are
forward-looking statements made pursuant to the safe harbor provisions
of the Private Securities Litigation Reform Act of 1995. Words such as
"anticipate," "believe," "continue," "could," "estimate," "expect,"
"intend," "may," "plan," "predict," "project," "should," and "will" and
variations of such words and similar expressions are intended to
identify such forward-looking statements. These forward-looking
statements are not guarantees of future performance and involve risks,
assumptions and uncertainties, including, but not limited to, our high
level of indebtedness and our ability to make interest and principal
payments on our debt and satisfy the other covenants contained in our
debt agreements; general economic, industry, market, competitive,
regulatory and political conditions; our ability to improve the
operating performance of our stores in accordance with our long term
strategy; the impact of private and public third-party payers continued
reduction in prescription drug reimbursements and efforts to encourage
mail order; our ability to manage expenses and our investments in
working capital; outcomes of legal and regulatory matters; changes in
legislation or regulations, including healthcare reform; our ability to
achieve the benefits of our efforts to reduce the costs of our generic
and other drugs; risks related to the proposed asset sale transactions
with Walgreens Boots Alliance, including the possibility that the
remaining transactions may not close, the risk that there may be a
material adverse change of Rite Aid, or the business of Rite Aid may
suffer as a result of uncertainty surrounding the proposed transactions;
risks related to the ability to realize the anticipated benefits of the
proposed transactions; risks associated with the financing of the
proposed transaction; disruption from the proposed transaction making it
more difficult to maintain business and operational relationships; the
effect of the pending sale on Rite Aid's business relationships
(including, without limitation, customers and suppliers), operating
results and business generally; risks related to diverting management's
or employees' attention from ongoing business operations; the risk that
Rite Aid's stock price may decline significantly if the remaining
proposed transactions are not completed; significant transaction costs;
unknown liabilities; the risk of litigation and/or regulatory actions
related to the proposed transactions; potential changes to our strategy
in the event the remaining proposed transactions do not close, which may
include delaying or reducing capital or other expenditures, selling
assets or other operations, attempting to restructure or refinance our
debt, or seeking additional capital, and other business effects. These
and other risks, assumptions and uncertainties are more fully described
in Item 1A (Risk Factors) of our most recent Annual Report on Form 10-K,
and in other documents that we file or furnish with the Securities and
Exchange Commission, which you are encouraged to read. Should one or
more of these risks or uncertainties materialize, or should underlying
assumptions prove incorrect, actual results may vary materially from
those indicated or anticipated by such forward-looking statements.
Accordingly, you are cautioned not to place undue reliance on these
forward- looking statements, which speak only as of the date they are
made. Rite Aid expressly disclaims any current intention to update
publicly any forward-looking statement after the distribution of this
release, whether as a result of new information, future events, changes
in assumptions or otherwise.

Contacts

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